Under the name ofFESSH – Federation of European Societies for Surgery of the Hand
there exists an association pursuant to Articles 60 et seq. of the Swiss Civil Code (ZGB) having its seat in St. Gallen, Switzerland.

Application for full Membership and Corresponding Membership must be complete and received by the Secretary General at least eight months prior to the Delegates Assembly. If admitted, an applicant must undertake to abide by the present by-laws and any future amendment to such by-laws.

Applications for membership shall be made in writing and are subject to approval by the Delegates Assembly, based upon its assessment of the best interests of the Federation.

The membership of the Association shall be divided into three categories:

Full Membership
Full members need to fulfil the rules of the Federation. It is necessary that their Society is a recognized Society for Surgery for the Hand. The country must be a full member of the Council of Europe. The member should be representative of Hand Surgery in that country. Full members pay membership fees, participate in the Delegates Assembly and have a right to vote.

Corresponding Membership
Corresponding Membership is available to societies whose nations do not belong to the Council of Europe. This form of membership entitles the society to information concerning F.E.S.S.H. activities that may be disseminated to their members. Corresponding membership does not require the payment of fees and has no voting rights. The members of these societies may participate in the scientific activities.

Associate Membership
Associate members can be other Societies for Surgery of the Hand which do not match all the criteria for full membership. Associate members have no voting rights, they shall pay annual dues and can receive services to be defined by the Council.

The members control the Federation through the Delegates Assembly. The Delegates meet in the Delegates Assembly representing the Full Member Societies. They are allocated by their National Societies for a recommended period of three years. Re-election is possible but the maximum period shall be six years. Each member shall designate its delegate(s) by notice in writing to the Executive Committee. Such written notice shall serve as evidence of the authority and power of the delegate to represent the member.

The Delegate Assembly will vote by a pluralistic voting system; those National Societies with less than 100 members have one vote, 100 or more members have two votes, those National Societies with 300 members or more have three votes.

Membership may be suspended temporarily or definitely for any member who violates the by-laws or any other rules of the Federation or for any other reasons (for instance, a violation of criminal law) that are prejudicial to the best interests of the Federation.

Non-payment of the dues for a period of more than three years leads to expulsion.

The expulsion procedure is initiated by the Council and voted by the Delegates Assembly. The decision is final and must not be justified.

An Extraordinary Delegates Assembly may be called by the Council or upon resolution of the Executive Committee, or upon written request addressed to the Secretary General and signed by not less than one-third of the total member votes.

Notice of an ordinary and extraordinary Delegates Assembly shall be made in writing and sent by ordinary mail or by e-mail to the last known address of each member. Unless otherwise provided, the notice shall set forth the agenda and be given at least thirty days (Ordinary Meeting) or ten days (Extraordinary Meeting) days prior to such meeting.

The Delegates Assembly will meet once a year. The delegates should present an official document qualifying them as legal representative of their society.

Members may vote by proxy in a form approved by the Executive Committee to another delegate or to a member of the Council by written notice. It is the duty of the Treasurer to control the register of the delegates and collect written notices.

Decisions are taken by a straightforward majority of vote. The vote is made by raising hands. A single person can ask for a secret vote.

In the case of a tie, the vote of the Secretary General shall be final.

Amendments to and changes of the Federation Bylaws are made at the Delegates Assembly on the affirmative vote of two-thirds (2/3) of the given votes. Quorum is 60% of all member votes (votes may be transferred).
Written notice of the proposed changes is submitted to every member of the Executive Committee 2 months prior to the meeting at which they are to be considered. The member proposing the amendments shall be responsible for providing copies of the proposed changes in the Constitution or Bylaws, written in English for each member of the Executive Committee.

All other National Society officers of a full member shall have the privilege to attend the Delegates Assembly as a guest.

The Council members (besides the Secretary General in case of tie) have no voting rights.

The Executive Committee (ExCo) will represent the association externally and manage its ongoing business. It is composed of a miminum of 3 members:

The Secretary General (SG) which chairs the committee

The Treasurer

Chairperson of a committee

Chairperson of a committee

The Council will appoint the third and fourth member of the Executive Committee. The Executive Committee has the right to invite other council members to their meetings or actions, in particular the outgoing General Secretary or the incoming Secretary General in advisory function.

The Council shall be composed of:

The Executive Committee

The Chairpersons of the special committees.

In addition other participants can be invited by decision of the Council. Those have observatory status. The representatives of the managing office or other employees shall be regularly invited but have no voting rights.

The Executive Committee may nominate or dissolve committees. Their formation and composition shall be in the discretion of the Executive Committee. This decision must then be approved in the next Delegates Assembly.
The chairperson of each Committee guides the Committee in all aspects. He shall appoint or discharge any Committee member. He shall report continuously to the Executive Committee, and upon request in every session of the Council or Delegates Assembly.

In the event of a vacancy on the Executive Committee, the Council may, by resolution, fill the vacancy by a member of the member society of good standing, pending election to fill the vacant Council position at the next Delegates Assembly.

All Members of the Delegates Assembly or Council Members shall exercise their office in an honorary capacity and shall not be remunerated. Upon resolution by the Executive Committee, any Member can be reimbursed for any expense incurred on behalf of the Federation.

Notice of meetings of the Executive Committee and Council shall be given in writing and sent by Post, E-mail or by fax to the last known address of each Chairman. Such notice shall set forth the agenda and be given at least ten days prior to the meeting.

Committees are created and dissolved by the Executive Committee upon ratification of the Delegates Assembly.

Chairpersons are appointed by the Executive Committee upon ratification of the Delegates Assembly.

The Executive Committee shall inform the Delegates of vacancies at least one year before the ordinary end of the mandate of a member of the council.

Applications to become chairman of a committee should be sent to the Secretary General by National Societies or by FESSH Council member by the 31st October in the year prior to the end of mandate of the chairman.

The Treasurer shall be responsible for supervising the bookkeeping and financial accounting of the Federation and must present annual financial statements to the members each year at the Annual Delegates Assembly.

The Liquidation shall be executed by the Executive Committee (ExCo).
The means that remains after the liquidation shall be provided for a tax-exempt institution with the same or similar purpose. Any distribution to the members is excluded.

The Society shall assume responsibility for its liabilities, guaranteeing exclusively its own assets. The personal liability of its members and the members of the Council, the Executive Committee and the special Committees shall be excluded.

The Federation shall indemnify any current and former members of the Council, Executive Committee, Chairmen of special Committees, employees and agents of the Federation, should these persons take part of criminal, civil or administrative proceedings based on their actions for the Federation, provided that they might and had to assume acting in the interest of the Federation and in line with the provisions of the relevant law.

As long as the association is not required to perform ordinary audits pursuant to Art. 69b (1) and limited statutory examinations pursuant to Art. 69b (2) ZGB, the Delegates Assembly can waive the auditing pursuant to Art. 69b (3) ZGB in conjunction with Art. 727a (2) OR.
At each Delegates Assembly, the members shall appoint two independent Auditors to audit the financial statements of the Federation. The Auditor shall not be a member of the Council.